|
14 April 2014 |
CARR'S MILLING INDUSTRIES PLC ("Carr's" or the "Group")
INTERIM RESULTS
"A positive first half with current trading in line with the Board's expectations for the full year"
Carr's (CRM.L), the Agriculture, Food and Engineering Group, announces results for the six months ended 1 March 2014.
Financial highlights
· Profit before tax up 2.0% to £10.1m (H1 2013: £9.9m)
· Adjusted EPS up 0.6% to 78.1p (H1 2013: 77.6p1)
· First interim dividend up 9.7% to 8.5p (H1 2013: 7.75p)
· Net debt of £25.3m (£22.1m as at 31 August 2013)
Commercial highlights
· The Group has performed well and in line with the Board's expectations due to its geographical and operational diversity
· Kirkcaldy flour mill commissioned on time and within budget providing the expected financial benefits to the Food division
· New production facilities completed and operational at Wälischmiller in Germany
· Continued growth of the Agriculture division, with retail branch expansion together with increased brand and product recognition
Tim Davies, Chief Executive Officer, said:
"The period has clearly demonstrated the strength of the Group with its geographic diversity and operational balance delivering performance in line with our expectations. Throughout, our focus has been to invest for growth across each of our three divisions to deliver our strategic objectives.
I am delighted that our flour mill at Kirkcaldy was commissioned on time and within budget. This strategic investment, in the world's most technologically advanced flour mill, is delivering a step change in the financial performance of the Food division. In Agriculture, our increased brand recognition coupled with the severe winter conditions in the USA have driven the sales of blocks to record levels; however, this has been offset by mild weather conditions in the UK which resulted in a reduction in sales of some products. In Engineering, we have positioned the business so that we can benefit from the uplift in delayed nuclear contracts from Sellafield, which we believe will materialise in the short to medium term. Wälischmiller in Germany is performing well and is benefitting from the significant investment in new operational facilities and equipment, with the factory move now completed.
I have been encouraged by the performance of the business during the first six months, with each division making a solid contribution. The second half of the year has started well and the Board expects to deliver a full year performance in line with its current expectations."
Enquiries:
Carr's Milling Industries PLC Tim Davies (Chief Executive Officer) Neil Austin (Group Finance Director) |
01228 554 600 |
|
|
Powerscourt Nick Dibden Sophie Moate |
020 7250 1446 |
Notes to Editors
Carr's Milling Industries (CRM.L) is an international leader in the provision of essential industrial services focused on the Agriculture, Food and Engineering sectors. The Group offers a range of services including the manufacturing and supply of flour, robotic and remote handling equipment, farm machinery, feed blocks for livestock, and a UK network of rural stores, with a facility footprint spanning the UK, Europe and North America, supplying customers in 31 countries around the world.
Chief Executive's Review
Operational summary
The Group has made a positive start to the year, delivering a solid performance across all three divisions, reflecting focused investment in our people, our assets and in our technology.
Agriculture
Our Agriculture division performed well in the first six months with our geographical diversity insulating Carr's against the varying weather patterns across our key territories.
International
In the USA the severe weather, in particular in the Mid-Atlantic States, has resulted in record sale levels of feed blocks. The drought in the Southern States of the previous year has, to a large extent, been alleviated enabling farmers to start the long process of restocking, which is important for future sales in the USA. The increased recognition of our brands, our research-based products and our outstanding service levels continue to drive sales growth.
Our joint venture, ACC Feed Supplement LLC, set up last year to establish a new low-moisture feed block in Sioux City is progressing well and production remains on track to commence in summer this year, with the financial benefits expected to come through in the next financial year. In addition, we have invested £1.6m together with our joint venture partner to increase capacity at our Watertown site in New York State to meet the expected demand for AminoMax, the patented rumen bypass protein product. The plant commenced operations in December and is delivering increased volume to satisfy growing customer demand.
We have also achieved market share gains during the period helped by increasing recognition and sales of our branded products AminoMax®, Crystalyx®, Horslyx®, Smartlic®, Flaxlic® and Feed in a Drum®.
A new distribution network has been established in New Zealand, which has led to an increase in feed block sales. We continue to investigate a possible production facility to be located in New Zealand to satisfy the increasing demand.
UK
The recent UK winter has been markedly different to that experienced a year ago. The excellent weather throughout the 2013 summer and autumn provided farmers with the opportunity to feed good quality forage this winter and to rebuild and restock for the future. However, the mild winter has had an adverse impact on the sale of fuel and heating oil, feed and feed blocks, compared to last year's uncharacteristically high volumes.
The investment in our retail branch network in the UK has continued with new sites opened at Skipton in Yorkshire, Berwick in the Borders, and Bakewell in Derbyshire. Construction has commenced on the delayed site at Annan in Dumfriesshire, which we expect to be open for business in late summer 2014. We have also completed the purchase of land adjacent to our Brock branch in Lancashire, which will enable further expansion of this key retail site.
Machinery sales, workshops and aftersales service departments have experienced improved levels of activity relative to last year's challenging environment.
The new AminoMax® plant at Lancaster, commissioned in July 2013, is operating at near capacity following a positive reception from large dairy customers, and sales of AminoMax® are supporting our ambition of becoming the leader in dairy nutrition in the UK.
Food
There was a significant improvement in the quality of the UK wheat harvest in 2013. The Carr's Flour business, with port side mills located at Kirkcaldy in Fife and Silloth in Cumbria, has the flexibility to obtain wheat, transported by sea, from both the continent and the UK and with this year's improved UK wheat harvest a significant amount of wheat has been sourced from the UK. Despite the wet winter, the establishment of crops in autumn 2013 was excellent and we are expecting a larger harvest in 2014.
The new flour mill at Kirkcaldy, which commenced production in September 2013, consolidated our position as the leading miller in Scotland. It is the world's most technologically advanced mill, designed jointly by our own project team and the Swiss engineers, Bűhler, who are recognised globally as the premier partner for the supply of plant, equipment and services in flour production. This important and complex project is already delivering both operational and commercial benefits. These benefits will continue to grow during the remainder of the financial year and the division is expected to meet its planned level of financial performance.
The Flour business continues to focus on producing quality flour to meet the ever-increasing technical and food safety standards of our customers. We continue to invest in flour technology to ensure operational efficiencies and service our customer requirements.
Engineering
The first half of the year has been defined by the level of investment in research, technology and facilities we have undertaken, which has resulted in contracts being won for delivery through to the end of 2015.
Wälischmiller Engineering, based in Markdorf, Germany, successfully completed a major contract for remote handling equipment for a German customer, which will be installed in a Chinese nuclear facility later this year. In the second half year, a complex engineering contract for handling radioactive materials for a research centre in Russia is scheduled to be completed and shipped.
The development of our robotic equipment is ongoing, with our bespoke and fully remote handling vehicle, V1000, exhibited in November at IROS, the International Robotic Exhibition in Japan, attracting significant interest.
The development contract with Shell and Statoil in Norway, for the adaptation of Telbot® for use in gas tank inspection, is progressing well. It is anticipated that following the success of the prototype in 2012, further development of Telbot® will remove the need for human involvement and its associated risk, while also performing the task in a shorter timeframe providing significant cost savings for our customers.
The £4.5m new production and office facility, at Markdorf, Germany, is now operational and we are pleased to report that the disruption to the business of moving into the new facilities was minimised by excellent planning and execution.
Carrs MSM, our UK based manipulator business, experienced strong sales growth, ahead of our expectations, with demand emanating from our Sellafield "life of plant" contract signed in 2012. Under the terms of the contract, MSM supplies master slave manipulator parts that are critical for the major operating plants at Sellafield. MSM is actively involved in the tender process for the supply of equipment following the decommissioning of other plants. MSM has also had on-going demand for upgrading manipulators for the power plants at Heysham II, Hinckley, and Hartlepool.
As reported in January 2014, Bendalls, our specialist fabricators based in Carlisle, was awarded a first stage contract for the production and supply of 27 pressure vessels for the BP Shah Deniz gas pipeline in Azerbaijan. Since then Bendalls has been awarded a subsequent contract, taking the total value of these contracts to over £7.0m. These contracts were subject to some delays which will impact the performance of Bendalls in the current financial year; however we expect to see the full benefit from these contracts in the year to 29 August 2015. Furthermore, future prospects should be significantly improved as we believe that, following completion of these contracts, the delayed nuclear contracts for Sellafield will start to be awarded.
Finance
Net debt at 1 March 2014 was £25.3m, compared to £22.1m at 31 August 2013. The increase is due to seasonal working capital variations, combined with ongoing capital expenditure, principally in relation to the completion of our flour mill at Kirkcaldy, our new premises at Wälischmiller and ongoing branch developments in our Agriculture division.
During the period our working capital facilities in our Agriculture division were extended by £6.0m to cater for increased working capital requirements associated with that division's growth. During the second half of this financial year, we will undertake the renewal of our banking facilities as the majority of our facilities are due for renewal by November 2014. Undrawn facilities at 1 March 2014 were £21.6m.
The retirement benefit obligation further reduced in the period and now stands at £2.4m (£3.3m as at 31 August 2013) before the related deferred tax asset. The Group has adopted IAS19 Revised in this accounting period, which has led to a significantly higher pension cost compared to the previously reported comparative period. The cost recognised in the Income Statement of £444,000 compares to £132,000 as previously reported for the 26 week period ended 2 March 2013. Comparative figures have been restated to implement this adoption.
Shareholders' equity
Shareholders' equity at 1 March 2014 increased by £4.3m to £73.7m (31 August 2013: £69.4m), due mainly to the profit retained by the Group in the period.
Dividends
A first interim dividend of 8.5 pence per share (2013: 7.75 pence per share), an increase of 9.7%, will be paid on 16 May 2014 to shareholders on the register on 25 April 2014. The ex-dividend date will be 23 April 2014.
Principal risks and uncertainties
The Group has a process in place to identify and assess the impact of risks on its business, and an exercise to update this is undertaken at least annually. The principal risks and uncertainties for the remaining six months of the financial year are not expected to change materially from those included on pages 16 and 17 of the Annual Report and Accounts 2013.
A summary of the principal risks and uncertainties is given below:
· Failure to act safely and to maintain the continued safe operation of our facilities and quality of our products;
· Failure to attract, develop and retain key personnel;
· Non-compliance with regulation and legislation;
· Failure to protect intellectual property;
· Failure to maintain high standards of customer service and identifying emerging consumer trends;
· Failure to maintain an effective system of internal financial controls; and
· Fluctuations in prices, offtake and availability of raw materials
Outlook
The first half of the year has clearly demonstrated the value of being a geographically diverse international business which has invested wisely in assets and technology.
Looking forward, we will continue to pursue the delivery of our strategic plans with vigour, exploiting the unique opportunities in front of us. We have made significant progress in our feed block business, AminoMax® feed technology, remote robotic handling systems and commissioning the most advanced flour mill in the world today.
As a result of our well invested asset base, ongoing investment in research and technology, and our outstanding people, we will not only look to meet but exceed our customers' expectations. This, combined with current trading at the start of the second half of the year, gives us confidence in meeting the Board's unchanged expectations for the full year.
Tim Davies
Chief Executive
14 April 2014
UNAUDITED CONSOLIDATED INCOME STATEMENT
For the 26 weeks ended 1 March 2014
|
|
|
(Restated) |
(Restated) |
|
|
26 weeks ended 1 March 2014 |
26 weeks ended 2 March 2013 |
52 weeks ended 31 August 2013 |
|
Notes |
£'000 |
£'000 |
£'000 |
Continuing operations |
|
|
|
|
|
|
|
|
|
Revenue |
6 |
214,719 |
231,628 |
468,083 |
Cost of sales |
|
(186,096) |
(205,207) |
(419,270) |
|
|
|
|
|
Gross profit |
|
28,623 |
26,421 |
48,813 |
|
|
|
|
|
Net operating expenses |
|
(19,333) |
(17,861) |
(35,476) |
|
|
|
|
|
Group operating profit |
|
9,290 |
8,560 |
13,337 |
|
|
|
|
|
Finance income |
|
152 |
320 |
513 |
Finance costs |
|
(862) |
(692) |
(1,318) |
Share of post-tax profit in associate and joint ventures |
|
1,492 |
1,689 |
2,819 |
|
|
|
|
|
Profit before taxation |
6 |
10,072 |
9,877 |
15,351 |
|
|
|
|
|
Taxation |
|
(2,348) |
(2,223) |
(3,036) |
|
|
|
|
|
Profit for the period |
|
7,724 |
7,654 |
12,315 |
|
|
|
|
|
Profit attributable to: |
|
|
|
|
Equity shareholders |
|
6,888 |
6,966 |
11,001 |
Minority interests |
|
836 |
688 |
1,314 |
|
|
|
|
|
|
|
7,724 |
7,654 |
12,315 |
|
|
|
|
|
|
|
|
|
|
Basic earnings per share (pence) |
7 |
77.5 |
78.5 |
123.9 |
Diluted earnings per share (pence) |
7 |
75.5 |
77.7 |
121.7 |
|
|
|
|
|
Dividend per share (pence) |
|
|
|
|
Paid |
|
24.25 |
21.75 |
29.5 |
Proposed |
8 |
8.5 |
7.75 |
16.5 |
UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the 26 weeks ended 1 March 2014
|
|
|
(Restated) |
(Restated) |
|
|
26 weeks ended 1 March 2014 |
26 weeks ended 2 March 2013 |
52 weeks ended 31 August 2013 |
|
Notes |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit for the period |
|
7,724 |
7,654 |
12,315 |
|
|
|
|
|
Other comprehensive (expense)/income |
|
|
|
|
|
|
|
|
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
Foreign exchange translation (losses)/gains arising on translation of overseas subsidiaries |
|
(632) |
409 |
231 |
|
|
|
|
|
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
Actuarial (losses)/gains on retirement benefit obligation: |
|
|
|
|
- Group |
11 |
(138) |
1,239 |
(96) |
- Share of associate |
|
57 |
31 |
22 |
Taxation credit/(charge) on actuarial movement on retirement benefit obligation: |
|
|
|
|
- Group |
|
28 |
(285) |
19 |
- Share of associate |
|
(11) |
(7) |
(4) |
|
|
|
|
|
Other comprehensive (expense)/income for the period, net of tax |
|
(696) |
1,387 |
172 |
|
|
|
|
|
Total comprehensive income for the period |
|
7,028 |
9,041 |
12,487 |
|
|
|
|
|
Total comprehensive income attributable to: |
|
|
|
|
Equity shareholders |
|
6,192 |
8,353 |
11,173 |
Minority interests |
|
836 |
688 |
1,314 |
|
|
|
|
|
|
|
7,028 |
9,041 |
12,487 |
|
|
|
|
|
UNAUDITED CONSOLIDATED BALANCE SHEET
As at 1 March 2014
|
|
As at 1 March 2014 |
As at 2 March 2013 |
As at 31 August 2013 |
|
Notes |
£'000 |
£'000 |
£'000 |
Non-current assets |
|
|
|
|
Goodwill |
9 |
5,214 |
5,199 |
5,215 |
Other intangible assets |
9 |
535 |
709 |
615 |
Property, plant and equipment |
9 |
54,321 |
44,599 |
53,068 |
Investment property |
9 |
665 |
995 |
675 |
Investment in associate |
|
6,787 |
6,226 |
7,024 |
Interest in joint ventures |
|
4,425 |
3,188 |
3,299 |
Other investments |
|
70 |
71 |
72 |
Financial assets |
|
|
|
|
- Non-current receivables |
|
1,002 |
2 |
1 |
Deferred tax assets |
|
1,986 |
2,232 |
2,044 |
|
|
75,005 |
63,221 |
72,013 |
|
|
|
|
|
Current assets |
|
|
|
|
Inventories |
|
38,381 |
33,765 |
33,445 |
Trade and other receivables |
|
68,613 |
79,464 |
66,434 |
Current tax assets |
|
- |
- |
178 |
Financial assets |
|
|
|
|
- Derivative financial instruments |
|
15 |
- |
2 |
- Cash and cash equivalents |
10 |
16,362 |
19,773 |
22,884 |
|
|
123,371 |
133,002 |
122,943 |
|
|
|
|
|
Total assets |
|
198,376 |
196,223 |
194,956 |
|
|
|
|
|
Current liabilities |
|
|
|
|
Financial liabilities |
|
|
|
|
- Borrowings |
10 |
(29,707) |
(22,134) |
(15,545) |
- Derivative financial instruments |
|
(59) |
(139) |
(8) |
Trade and other payables |
|
(58,768) |
(67,689) |
(58,282) |
Current tax liabilities |
|
(2,772) |
(3,033) |
(1,639) |
|
|
(91,306) |
(92,995) |
(75,474) |
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Financial liabilities |
|
|
|
|
- Borrowings |
10 |
(11,906) |
(16,645) |
(29,448) |
Retirement benefit obligation |
11 |
(2,434) |
(3,037) |
(3,272) |
Deferred tax liabilities |
|
(3,966) |
(3,717) |
(3,765) |
Other non-current liabilities |
|
(5,585) |
(4,829) |
(4,956) |
|
|
(23,891) |
(28,228) |
(41,441) |
|
|
|
|
|
Total liabilities |
|
(115,197) |
(121,223) |
(116,915) |
|
|
|
|
|
Net assets |
|
83,179 |
75,000 |
78,041 |
|
|
|
|
|
Shareholders' equity |
|
|
|
|
Share capital |
12 |
2,224 |
2,219 |
2,223 |
Share premium |
12 |
8,197 |
8,124 |
8,183 |
Equity compensation reserve |
|
561 |
131 |
326 |
Foreign exchange reserve |
|
(217) |
569 |
415 |
Other reserve |
|
882 |
895 |
888 |
Retained earnings |
|
62,070 |
55,094 |
57,396 |
Total shareholders' equity |
|
73,717 |
67,032 |
69,431 |
Minority interests in equity |
|
9,462 |
7,968 |
8,610 |
Total equity |
|
83,179 |
75,000 |
78,041 |
UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the 26 weeks ended 1 March 2014
|
Share Capital |
Share Premium |
Equity Compensation Reserve |
Foreign Exchange Reserve |
Other Reserve |
Retained Earnings |
Total Shareholders' Equity |
Minority Interests |
Total Equity |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
|
|
|
|
|
|
At 1 September 2013 |
2,223 |
8,183 |
326 |
415 |
888 |
57,396 |
69,431 |
8,610 |
78,041 |
Profit for the period |
- |
- |
- |
- |
- |
6,888 |
6,888 |
836 |
7,724 |
Other comprehensive expense |
- |
- |
- |
(632) |
- |
(64) |
(696) |
- |
(696) |
Total comprehensive (expense)/ income |
- |
- |
- |
(632) |
- |
6,824 |
6,192 |
836 |
7,028 |
Dividends paid |
- |
- |
- |
- |
- |
(2,156) |
(2,156) |
- |
(2,156) |
Equity-settled share based payment transactions, net of tax |
- |
- |
235 |
- |
- |
- |
235 |
16 |
251 |
Allotment of shares |
1 |
14 |
- |
- |
- |
- |
15 |
- |
15 |
Transfer |
- |
- |
- |
- |
(6) |
6 |
- |
- |
- |
At 1 March 2014 |
2,224 |
8,197 |
561 |
(217) |
882 |
62,070 |
73,717 |
9,462 |
83,179 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 2 September 2012 |
2,219 |
8,118 |
113 |
160 |
901 |
49,075 |
60,586 |
7,274 |
67,860 |
Profit for the period |
- |
- |
- |
- |
- |
6,966 |
6,966 |
688 |
7,654 |
Other comprehensive income |
- |
- |
- |
409 |
- |
978 |
1,387 |
- |
1,387 |
Total comprehensive income |
- |
- |
- |
409 |
- |
7,944 |
8,353 |
688 |
9,041 |
Dividends paid |
- |
- |
- |
- |
- |
(1,931) |
(1,931) |
- |
(1,931) |
Equity-settled share based payment transactions, net of tax |
- |
- |
18 |
- |
- |
- |
18 |
6 |
24 |
Allotment of shares |
- |
6 |
- |
- |
- |
- |
6 |
- |
6 |
Transfer |
- |
- |
- |
- |
(6) |
6 |
- |
- |
- |
At 2 March 2013 (restated) |
2,219 |
8,124 |
131 |
569 |
895 |
55,094 |
67,032 |
7,968 |
75,000 |
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
At 2 September 2012 |
2,219 |
8,118 |
113 |
160 |
901 |
49,075 |
60,586 |
7,274 |
67,860 |
Profit for the period |
- |
- |
- |
- |
- |
11,001 |
11,001 |
1,314 |
12,315 |
Other comprehensive income/ (expense) |
- |
- |
- |
231 |
- |
(59) |
172 |
- |
172 |
Total comprehensive income |
- |
- |
- |
231 |
- |
10,942 |
11,173 |
1,314 |
12,487 |
Dividends paid |
- |
- |
- |
- |
- |
(2,619) |
(2,619) |
- |
(2,619) |
Equity-settled share based payment transactions, net of tax |
- |
- |
213 |
- |
- |
9 |
222 |
22 |
244 |
Allotment of shares |
4 |
65 |
- |
- |
- |
- |
69 |
- |
69 |
Transfer |
- |
- |
- |
24 |
(13) |
(11) |
- |
- |
- |
At 31 August 2013 (restated) |
2,223 |
8,183 |
326 |
415 |
888 |
57,396 |
69,431 |
8,610 |
78,041 |
UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS
For the 26 weeks ended 1 March 2014
|
|
26 weeks ended 1 March 2014 |
26 weeks ended 2 March 2013 |
52 weeks ended 31 August 2013 |
|
Notes |
£'000 |
£'000 |
£'000 |
Cash flows from operating activities |
|
|
|
|
Cash generated from/(used in) operations |
13 |
5,138 |
(3,145) |
7,233 |
Interest received |
|
157 |
557 |
746 |
Interest paid |
|
(858) |
(686) |
(1,280) |
Tax paid |
|
(746) |
(882) |
(2,707) |
Net cash generated from/(used in) operating activities |
|
3,691 |
(4,156) |
3,992 |
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
Acquisition of subsidiaries (net of overdraft acquired) |
|
- |
- |
(810) |
Investment in joint ventures |
|
(718) |
- |
- |
Loan to joint ventures |
|
(194) |
(836) |
(807) |
Other loans |
|
(269) |
- |
- |
Purchase of intangible assets |
|
(6) |
(79) |
(108) |
Proceeds from sale of property, plant and equipment |
|
170 |
111 |
221 |
Purchase of property, plant and equipment |
|
(3,479) |
(9,498) |
(9,937) |
Proceeds from sale of investment property |
|
- |
- |
268 |
Purchase of investments |
|
- |
- |
(26) |
Disposal of investment |
|
29 |
- |
10 |
Redemption of preference shares in joint venture |
|
- |
- |
150 |
Net cash used in investing activities |
|
(4,467) |
(10,302) |
(11,039) |
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
Proceeds from issue of ordinary share capital |
|
15 |
6 |
68 |
Net proceeds from issue of new bank loans |
|
- |
6,436 |
11,581 |
Finance lease principal repayments |
|
(1,164) |
(559) |
(1,118) |
Repayment of borrowings |
|
(6,460) |
(1,083) |
(1,333) |
Increase in other borrowings |
|
3,502 |
8,200 |
(193) |
Dividends paid to shareholders |
|
(2,156) |
(1,931) |
(2,619) |
Receipt of grant income |
|
350 |
- |
350 |
Net cash (used in)/generated from financing activities |
|
(5,913) |
11,069 |
6,736 |
|
|
|
|
|
Effects of exchange rate changes |
|
20 |
81 |
110 |
Net decrease in cash and cash equivalents |
|
(6,669) |
(3,308) |
(201) |
|
|
|
|
|
Cash and cash equivalents at beginning of the period |
|
22,675 |
22,876 |
22,876 |
Cash and cash equivalents at end of the period |
|
16,006 |
19,568 |
22,675 |
|
|
|
|
|
Cash and cash equivalents consist of: |
|
|
|
|
Cash and cash equivalents per the balance sheet |
|
16,362 |
19,773 |
22,884 |
Bank overdrafts included in borrowings |
|
(356) |
(205) |
(209) |
|
|
16,006 |
19,568 |
22,675 |
Statement of Directors' responsibilities
The Directors confirm that these condensed interim financial statements have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:
· an indication of important events that have occurred during the first six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and
· material related-party transactions in the first six months and any material changes in the related-party transactions described in the last annual report.
The Directors of Carr's Milling Industries PLC are listed in the Carr's Milling Industries PLC Annual Report and Accounts 2013. There have been no changes to the Board of Directors in the financial period. A list of current Directors is maintained on the Carr's Milling Industries PLC website: www.carrs-milling.com
On behalf of the Board
Tim Davies |
Neil Austin |
Chief Executive |
Group Finance Director |
14 April 2014 |
14 April 2014 |
Notes to condensed interim financial information
1. General information
Carr's Milling Industries PLC ('the Company') and its subsidiaries (together, 'the Group') operates across three divisions of Agriculture, Food, and Engineering. The Company is a public limited company, which is listed on the London Stock Exchange and is incorporated and domiciled in the UK. The address of the registered office is Old Croft, Stanwix, Carlisle, Cumbria, CA3 9BA.
These condensed interim financial statements were approved for issue on 14 April 2014.
These condensed interim financial statements do not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the 52 weeks ended 31 August 2013 were approved by the Board of Directors on 15 November 2013 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under section 498 of the Companies Act 2006.
2. Basis of preparation
These condensed interim financial statements for the 26 weeks ended 1 March 2014 have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and with IAS 34, 'Interim financial reporting' as adopted by the European Union. The condensed interim financial statements should be read in conjunction with the annual financial statements for the 52 weeks ended 31 August 2013, which have been prepared in accordance with IFRSs as adopted by the European Union.
The Directors have made suitable enquiries, and based on financial performance to date and available banking facilities they have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. The Group therefore continues to adopt the going concern basis in preparing its condensed interim financial statements.
3. Accounting policies
The accounting policies adopted are consistent with those of the previous financial year with the following exception.
The Group has adopted 'Amendment to IAS19: (revised 2011) Employee benefits' with effect from 1 September 2013. This has resulted in a change of accounting policy and the restatement of the prior period financial statements. The change to the accounting policy has been to replace interest cost and expected return on plan assets with a net interest amount that is calculated by applying the discount rate at the beginning of the period to the net defined benefit liability at the beginning of the period. The net interest amount also takes into account changes to the net liability during the period. The effect of this is to remove the previous concept of recognising an expected return on plan assets. See note 16 for the impact on the financial statements.
Taxes on income in the interim periods are accrued based on management's estimate of the weighted average annual income tax rate expected for the full financial year.
4. Estimates
The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
In preparing these condensed interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the 52 weeks ended 31 August 2013, with the exception of changes in estimates that are required in determining the provision for income taxes.
5. Financial risk management
The Group's activities expose it to a variety of financial risks: market risk (including currency risk and price risk), credit risk and liquidity risk.
The condensed interim financial statements do not include all financial risk management information and disclosures required in the annual financial statements; they should be read in conjunction with the Group's annual financial statements as at 31 August 2013. There have been no changes in risk management practices since the year end.
6. Operating segment information
The Board is the Group's chief operating decision-maker. Management has determined the operating segments based on the information reviewed by the Board for the purposes of allocating resources and assessing performance.
The Board of Directors considers the business from a product/services perspective. Operating segments have been identified as Agriculture, Food and Engineering. Performance is assessed using profit before taxation, which is measured in a manner consistent with the financial statements. Sales between segments are carried out at arm's length.
Segment assets included within other comprise all non-current assets together with current assets which are not reported on a segment basis to the chief operating decision-maker.
The following tables present revenue, profit and asset information regarding the Group's operating segments for the 26 weeks ended 1 March 2014 and the comparative periods.
|
Agriculture |
Food |
Engineering |
Other |
Group |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
26 weeks ended 1 March 2014 |
|
|
|
|
|
Total segment revenue |
159,987 |
44,756 |
10,027 |
24 |
214,794 |
Inter segment revenue |
(51) |
- |
(24) |
- |
(75) |
Revenue from external customers |
159,936 |
44,756 |
10,003 |
24 |
214,719 |
|
|
|
|
|
|
Profit before taxation |
6,786 |
1,034 |
1,802 |
- |
9,622 |
|
|
|
|
|
|
Head office net expense |
|
|
|
|
(742) |
Retirement benefit charge |
|
|
|
|
(444) |
Other adjustments |
|
|
|
|
144 |
Share of post-tax profit of associate |
|
|
|
|
942 |
Share of post-tax profit of joint ventures |
|
|
|
|
550 |
Reported profit before taxation |
|
|
|
|
10,072 |
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets |
65,416 |
18,635 |
12,055 |
102,270 |
198,376 |
|
|
|
|
|
|
26 weeks ended 2 March 2013 (restated) |
|
|
|
|
|
Total segment revenue |
173,447 |
44,682 |
13,556 |
24 |
231,709 |
Inter segment revenue |
(49) |
(3) |
(29) |
- |
(81) |
Revenue from external customers |
173,398 |
44,679 |
13,527 |
24 |
231,628 |
|
|
|
|
|
|
Profit before taxation |
6,273 |
448 |
2,190 |
- |
8,911 |
|
|
|
|
|
|
Head office net expense |
|
|
|
|
(446) |
Retirement benefit charge |
|
|
|
|
(367) |
Adjustments related to derivative financial instruments |
|
|
|
|
236 |
Other adjustments |
|
|
|
|
(146) |
Share of post-tax profit of associate |
|
|
|
|
1,099 |
Share of post-tax profit of joint ventures |
|
|
|
|
590 |
Reported profit before taxation |
|
|
|
|
9,877 |
|
|
|
|
|
|
Segment assets |
70,352 |
19,938 |
10,595 |
95,338 |
196,223 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6. Operating segment information (continued)
|
Agriculture |
Food |
Engineering |
Other |
Group |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
52 weeks ended 31 August 2013 (restated) |
|
|
|
|
|
Total segment revenue |
340,505 |
94,176 |
33,484 |
47 |
468,212 |
Inter segment revenue |
(64) |
(4) |
(61) |
- |
(129) |
Revenue from external customers |
340,441 |
94,172 |
33,423 |
47 |
468,083 |
|
|
|
|
|
|
Profit before taxation |
8,751 |
559 |
4,203 |
- |
13,513 |
|
|
|
|
|
|
Head office net expense |
|
|
|
|
(457) |
Retirement benefit charge |
|
|
|
|
(692) |
Adjustments related to derivative financial instruments |
|
|
|
|
236 |
Other adjustments |
|
|
|
|
(68) |
Share of post-tax profit of associate |
|
|
|
|
1,903 |
Share of post-tax profit of joint ventures |
|
|
|
|
916 |
Reported profit before taxation |
|
|
|
|
15,351 |
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets |
58,701 |
20,504 |
12,032 |
103,719 |
194,956 |
7. Earnings per share
Non-recurring items and amortisation that are charged or credited to profit do not relate to the profitability of the Group on an ongoing basis. Therefore an adjusted earnings per share is presented as follows:
|
|
(Restated) |
(Restated) |
|
26 weeks ended 1 March 2014 |
26 weeks ended 2 March 2013 |
52 weeks ended 31 August 2013 |
|
£'000 |
£'000 |
£'000 |
|
|
|
|
Earnings |
6,888 |
6,966 |
11,001 |
Amortisation and non-recurring items: |
|
|
|
Amortisation of intangible assets |
71 |
138 |
252 |
Tax relief on amortisation |
(19) |
(35) |
(64) |
Derivative financial instrument gain in respect of property, plant and Equipment |
- |
(236) |
(236) |
Tax on derivative financial instrument gain |
- |
54 |
54 |
|
|
|
|
Earnings - adjusted |
6,940 |
6,887 |
11,007 |
|
|
|
|
|
Number |
Number |
Number |
|
|
|
|
Weighted average number of ordinary shares in issue |
8,891,109 |
8,876,414 |
8,880,841 |
Potentially dilutive share options |
231,790 |
94,415 |
156,393 |
|
|
|
|
|
9,122,899 |
8,970,829 |
9,037,234 |
|
|
|
|
Basic earnings per share |
77.5p |
78.5p |
123.9p |
Diluted earnings per share |
75.5p |
77.7p |
121.7p |
Adjusted earnings per share |
78.1p |
77.6p |
123.9p |
|
|
|
|
8. Dividends
An interim dividend of £688,993 that relates to the period to 31 August 2013 was paid on 11 October 2013, and a final dividend of £1,466,888 was paid on 17 January 2014.
In addition, an interim dividend of 8.5p per share (2013: 7.75p per share) has been approved by the Directors. It is payable to shareholders on the register at 25 April 2014. This interim dividend, amounting to £755,892 (2013: £688,993), has not been recognised as a liability in this interim financial information. It will be recognised in shareholders' equity in the 52 weeks to 30 August 2014.
9. Intangible assets, property, plant and equipment and investment property
|
Goodwill |
Other Intangible assets |
Property, plant and equipment |
Investment property |
|
£'000 |
£'000 |
£'000 |
£'000 |
26 weeks ended 1 March 2014 |
||||
Opening net book amount at 1 September 2013 |
5,215 |
615 |
53,068 |
675 |
Exchange differences |
(1) |
(15) |
(343) |
- |
Additions |
- |
6 |
4,072 |
- |
Disposals |
- |
- |
(79) |
- |
Depreciation and amortisation |
- |
(71) |
(2,397) |
(10) |
Closing net book amount at 1 March 2014 |
5,214 |
535 |
54,321 |
665 |
|
|
|
|
|
26 weeks ended 2 March 2013 |
|
|
|
|
Opening net book amount at 2 September 2012 |
5,199 |
728 |
37,158 |
1,005 |
Exchange differences |
- |
40 |
407 |
- |
Additions |
- |
79 |
9,590 |
- |
Disposals |
- |
- |
(96) |
- |
Depreciation and amortisation |
- |
(138) |
(2,460) |
(10) |
Closing net book amount as at 2 March 2013 |
5,199 |
709 |
44,599 |
995 |
Capital commitments contracted, but not provided for, by the Group at the period end amounts to £1,894,000 (2013: £9,239,000).
10. Borrowings and loans
|
As at 1 March 2014 |
As at 2 March 2013 |
As at 31 August 2013 |
|
£'000 |
£'000 |
£'000 |
|
|||
Current |
29,707 |
22,134 |
15,545 |
Non-current |
11,906 |
16,645 |
29,448 |
Total borrowings and loans |
41,613 |
38,779 |
44,993 |
Cash and cash equivalents |
(16,362) |
(19,773) |
(22,884) |
Net debt |
25,251 |
19,006 |
22,109 |
|
|
|
|
Undrawn committed facilities |
21,630 |
19,437 |
17,853 |
|
|
|
|
Movements in borrowings are analysed as follows: |
|
|
|
|
|
|
|
26 weeks ended 1 March 2014 |
|
|
£'000 |
Opening amount as at 1 September 2013 |
|
|
44,993 |
New bank loans and finance leases |
|
|
573 |
Finance lease principal repayments |
|
|
(1,164) |
Repayments of borrowings |
|
|
(6,460) |
Increase in other borrowings |
|
|
3,502 |
Release of deferred borrowing costs |
|
|
22 |
Net increase to bank overdraft |
|
|
147 |
Closing amount as at 1 March 2014 |
|
|
41,613 |
|
|
|
|
26 weeks ended 2 March 2013 |
|
|
|
Opening amount as at 2 September 2012 |
|
|
25,749 |
New bank loans and finance leases |
|
|
6,671 |
Finance lease principal repayments |
|
|
(559) |
Repayments of borrowings |
|
|
(1,083) |
Increase in other borrowings |
|
|
8,200 |
Release of deferred borrowing costs |
|
|
14 |
Net reduction to bank overdraft |
|
|
(213) |
Closing amount as at 2 March 2013 |
|
|
38,779 |
11. Retirement benefit obligation
The amounts recognised within the Income Statement were as follows:
|
|
(Restated) |
(Restated) |
|
26 weeks ended 1 March 2014 |
26 weeks ended 2 March 2013 |
52 weeks ended 31 August 2013 |
|
£'000 |
£'000 |
£'000 |
|
|||
Service cost |
384 |
261 |
507 |
Net interest on the net defined benefit liability |
60 |
106 |
185 |
|
444 |
367 |
692 |
The amounts recognised in the Balance Sheet were as follows:
|
As at 1 March 2014 |
As at 2 March 2013 |
As at 31 August 2013 |
|
£'000 |
£'000 |
£'000 |
|
|
|
|
Present value of defined benefit obligations |
(61,288) |
(58,475) |
(59,509) |
Fair value of scheme assets |
58,854 |
55,438 |
56,237 |
Deficit in the balance sheet |
(2,434) |
(3,037) |
(3,272) |
Actuarial losses of £138,000 (2013: gains of £1,239,000) have been reported in the Statement of Comprehensive Income. Although investments performed better than expected this gain was offset by the change in market conditions over the period which resulted in higher liabilities and net actuarial losses.
The Group's associate's defined benefit pension scheme is closed to future service accrual and the valuation for this scheme has not been updated for the half year as any actuarial movements are not considered to be material.
12. Share capital
Allotted and fully paid ordinary shares of 25p each |
Number of shares |
Share capital £'000 |
Share premium £'000 |
Total |
|
|
|
|
|
Opening balance as at 1 September 2013 |
8,890,230 |
2,223 |
8,183 |
10,406 |
Proceeds from shares issued: |
|
|
|
|
- share save scheme |
2,622 |
1 |
14 |
15 |
At 1 March 2014 |
8,892,852 |
2,224 |
8,197 |
10,421 |
|
|
|
|
|
Opening balance at 2 September 2012 |
8,876,182 |
2,219 |
8,118 |
10,337 |
Proceeds from shares issued: |
|
|
|
|
- share save scheme |
1,048 |
- |
6 |
6 |
At 2 March 2013 |
8,877,230 |
2,219 |
8,124 |
10,343 |
Employee share schemes: options exercised during the period to 1 March 2014 resulted in 2,622 shares being issued (2013: 1,048 shares), with exercise proceeds of £14,998 (2013: £5,995). The related weighted average price of the shares exercised was £5.72 (2013: £5.72) per share.
13. Cash generated from/(used in) operations
|
|
(Restated) |
(Restated) |
|
26 weeks ended 1 March 2014 |
26 weeks ended 2 March 2013 |
52 weeks ended 31 August 2013 |
|
£'000 |
£'000 |
£'000 |
|
|
|
|
Profit for the period from operations |
7,724 |
7,654 |
12,315 |
Adjustments for: |
|
|
|
Tax |
2,348 |
2,223 |
3,036 |
Depreciation of property, plant and equipment |
2,397 |
2,460 |
5,165 |
Depreciation of investment property |
10 |
10 |
62 |
Intangible asset amortisation |
71 |
138 |
252 |
Profit on disposal of property, plant and equipment |
(91) |
(15) |
(108) |
Profit on disposal of investment |
- |
- |
(14) |
Amounts written off property, plant and equipment |
- |
- |
7 |
Amortisation of grants |
(25) |
(25) |
(50) |
Net fair value loss on share based payments |
251 |
24 |
244 |
Net foreign exchange differences |
69 |
(322) |
(220) |
Net fair value losses/(gains) on derivative financial instruments in operating profit |
38 |
(170) |
(303) |
Finance costs: |
|
|
|
Interest income |
(152) |
(320) |
(513) |
Interest expense and borrowing costs |
884 |
706 |
1,354 |
Share of profit from associate and joint ventures |
(1,492) |
(1,689) |
(2,819) |
IAS19 income statement credit in respect of employer contributions |
(1,420) |
(1,442) |
(2,867) |
IAS19 income statement charge |
444 |
367 |
692 |
Changes in working capital (excluding the effects of acquisitions): |
|
|
|
Increase in inventories |
(4,936) |
(6,637) |
(6,088) |
Increase in receivables |
(1,749) |
(18,616) |
(5,699) |
Increase in payables |
767 |
12,509 |
2,787 |
Cash generated from/(used in) operations |
5,138 |
(3,145) |
7,233 |
|
|
|
|
14. Related party transactions
The Group's significant related parties are its associate and joint ventures, as disclosed in the Annual Report and Accounts 2013.
Transactions and balances with the associate and joint ventures were all undertaken on an arm's length basis in the normal course of business and are as follows:
|
Sales to |
Purchases from |
Rent receivable from |
Management charges from |
Amounts owed from |
Amounts owed to |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
26 weeks to 1 March 2014 |
|
|
|
|
|
|
Associate |
636 |
(52,771) |
9 |
22 |
1,379 |
(16,862) |
Joint ventures |
27 |
(235) |
- |
55 |
3,607 |
(1) |
|
|
|
|
|
|
|
26 weeks to 2 March 2013 |
|
|
|
|
|
|
Associate |
429 |
(61,651) |
10 |
20 |
515 |
(19,301) |
Joint ventures |
25 |
- |
- |
28 |
3,811 |
(2) |
15. Post balance sheet event
On 8 April 2014, after the period end, the Group completed the acquisition of the entire issued share capital of Chirton Engineering Limited, a precision engineering specialist. The initial cash consideration paid was £2,750,000. Subject to certain growth criteria being met subsequent to the acquisition there is contingent additional cash consideration payable up to a maximum of £2,550,000. The business complements the Group's existing engineering businesses.
16. Restatement of prior period financial statements
The Group has adopted 'Amendment to IAS19: (revised 2011) Employee benefits' with effect from 1 September 2013. The effect on the financial statements for the two prior period ends is as follows.
|
26 weeks ended 2 March 2013 |
52 weeks ended 31 August 2013 |
|
£'000 |
£'000 |
|
|
|
Consolidated income statement |
|
|
Net operating expenses |
(235) |
(470) |
Group operating profit |
(235) |
(470) |
Share of post-tax profit in associate and joint ventures |
(24) |
(50) |
Profit before taxation |
(259) |
(520) |
Taxation |
54 |
94 |
Profit for the period |
(205) |
(426) |
|
|
|
Consolidated statement of comprehensive income |
|
|
Profit for the period |
(205) |
(426) |
Actuarial (losses)/gains on retirement benefit obligation - Group |
235 |
470 |
Actuarial (losses)/gains on retirement benefit obligation - Share of associate |
31 |
62 |
Taxation credit/(charge) on actuarial movement on retirement benefit obligation - Group |
(54) |
(94) |
Taxation credit/(charge) on actuarial movement on retirement benefit obligation - Share of associate |
(7) |
(12) |
Other comprehensive (expense)/income for the period, net of tax |
205 |
426 |
|
|
|
The change in accounting policy has not impacted the consolidated balance sheet or consolidated statement of cash flows.